Unexpected Attentions
by Devildream69
Summary: The Baroness Elsa Schraeder helps Maria in ways she most certainly did not expect.


_"The heart has its reasons which reason knows nothing of." - Blaise Pascal_

"It's very kind of you to offer to help me Baroness." Maria couldn't prevent the slight flush creeping up her neck.

She clutched the dress which she had already half-taken off, to cover her chest modestly.

"I'm delighted Maria." She murmured with a mysterious inflection to her voice. Maria watched as the Baroness looked her up and down appraisingly.

"I-I really don't think I have anything that would be appropriate." Maria managed to murmur.

"Oh now, where is that lovely little thing you were wearing the other evening…when I couldn't keep my eyes off you? Remember?" the Baroness said without looking at Maria.

Maria blinked. Had she heard her right? Another moment passed and Maria gaped at her.

"'Couldn't keep your eyes off me?'" Maria dared to ask, not quite managing to look the Baroness in the eye.

"Come my dear, we are women. Let's not pretend, we haven't noticed each other's… _attentions._ "

Her breath hitched in her chest and she felt heat suffuse her face. The Baroness paid _'attention'_ to her.Was that what this was about? Coming into her room to help her get ready?

The Baroness was riffling through Maria's sparse amount of dresses in the closet.

Maria could feel herself blush again. She must be as searing red as a hot iron by now.

"Ah-ha. Here we are." Said the Baroness as she handed Maria the pale blue chiffon dress, letting their fingers touch as she took it from her. "Change into this." The Baroness ordered.

Maria hesitated for a moment, eyeing the Baroness wearily. Undressing in front of a woman shouldn't cause her such unease and yet— the Baroness was like no woman she had ever met before.

The Baroness raised her eyebrows expectantly. Maria bit her bottom lip but let the white dress with the little red flower pattern fall to the floor.

She stood there in her shift and glanced at the Baroness who was watching her intently. Maria quickly picked up the dress and hung it up carefully.

She then slipped into the blue dress hurriedly, all too aware of the Baroness's eyes on her.

Before she could protest, the Baroness reached behind Maria to button up the dress. Maria could feel her breath on her neck, and the backs of her cold fingers were touching her back as she slowly buttoned each individual button making her way up.

"There we are." The blonde haired woman said once she was finished. "Really Maria, you shouldn't worry so. You are quite attractive you know."

Maria gasped quietly. If the other woman heard, she made no sign of it. The Baroness thought she was attractive. God in heaven help her.

The Baroness's hands came to rest on the tops of Maria's arms. "You look lovely Maria."

Maria had always enjoyed listening the Baroness speak. There was just something so— so _hypnotising_ about the tone of her voice. Deep and soothing yet it made Maria's knees feel weak.

She shivered, even though it was late spring, and she really had no reason to be chilled.

"Are you cold?" the Baroness asked, her mouth just barely a few inches from the shell of Maria's ear. "It is rather cool tonight my dear."

Maria didn't trust her voice, so she only shook her head, _'No.'_

"No?" she asked, and tilted her head to the side, a question in the gesture, "Are you certain? You have chills running up your arms, Maria."

When the Baroness said her name, Maria bit her bottom lip and shut her eyes.

 _'_ _Oh God…Oh dear God. What is happening? Why do I feel this way?'_ she thought, feeling so lost and yet so found all at once.

"Do you have a fever then?" Maria felt a soft, cool hand touch her forehead and her cheeks. "You are quite warm my dear. Are you not feeling well?"

Maria merely shook her head instead of answering again. If she spoke now, she wasn't sure what she would say. Her breathing was becoming more and more ragged.

"Won't you tell me what is wrong, Maria? I am here to help, after all." The Baroness pleaded coyly.

Maria found her voice at last, "I'm really fine." She paused, "Baroness I really think we should rejoin—"

"Oh I almost forgot! Jewelry." The Baroness interrupted her. "No outfit or woman for that matter is fit for a party without jewelry." She moved towards Maria's tiny vanity table to look through the small amount of jewelry Maria had.

"Baroness if this is some kind of joke—"

"Not at all." She said, a barely supressed smirk on her lips.

She pulled out a pair of pearl stud earrings and a small string of pearls and said, "These are lovely. Perfect for the dress."

"They were my mother's." Maria said. She tried to not gulp at the thought of the Baroness touching her again. The Baroness hooked the clasp behind her neck. She supressed a shiver.

Maria took the earrings from her and put them in, swiftly.

"There. Beautiful." The Baroness murmured. Maria searched her face for answers to all the questions that remained unspoken between the two women.

"Baroness I—"

"Call me Elsa, please. I'd like to think we are friends Maria."

"Yes, of course, E-Elsa." She stumbled over the name but said it none the less. It felt strange in her mouth, and somehow it lent a more human quality to the woman standing in front of her.

Those deep blue eyes, the soft, carefully sculpted blonde locks, the sweet mouth. She was truly a beautiful woman.

"If you keep looking into my eyes like that, I'm going to start thinking you're in love with me, Maria." The Baroness—no, Elsa, said.

"What?!" Maria exclaimed, appropriately scandalised, "No, that's not, that's not it at all, I-I just—" the Baroness looked at her expectantly. She gulped.

"I think you're very beautiful too." She managed. "The captain will have a very lovely wife in you." Maria said, not daring to look Elsa in the eyes again.

How foolish could she be? Why did her traitorous heart beat faster just looking at this woman standing here in front of her?

Elsa's eyes widened slightly and then she laughed. It was brittle and surprisingly bitter.

Maria looked up from her feet, searching Elsa's face.

"His wife? Maria my dear, Georg is not looking for a wife. He is looking for a nanny. If he were to marry anyone, it would be you darling."

"What?" Maria gasped. What did she mean? Maria was just a governess…the Baroness couldn't possibly mean that the Captain was interested in her in _that_ way…could she?

Was that why the Captain looked at her strangely when they had danced just now? Maria had known she'd blushed while dancing with him but it was certainly not because of him.

Maria had been remembering when the Baroness had taught her the laendler.

It had been a beautiful summer evening, so similar to this one, only a few weeks ago. The Baroness had taught her and Liesl how to dance a few of the traditional waltzes. The Baroness had been scandalised to learn that Maria was not much of a dancer and that Liesl didn't know how to dance at all.

"Oh surely you noticed Maria. Surely even a nun knows when a man desires her."

"Baroness I don't know what you—" she tried to say.

"Elsa." She interrupted. "I told you, my name is Elsa." She shook her finger at her scolding her gently. "I may be a Baroness, but I do have a name darling."

"Of course, forgive me, Elsa… but I do hope you're wrong." She said, letting her dismay color the tone of her voice.

"Wrong about what my dear?" Elsa asked playing coy.

"The Captain can't want to marry me…he simply can't."

"Why in heavens name not? Maria, you blushed in his arms when you were dancing just now. Why, he would hardly be a man if he didn't notice you." Elsa said.

"But I wasn't thinking of him!" she realised what she had just said and tried to explain, "I—"

"Who were you thinking about then?" Elsa asked, her blue eyes devouring every inch of her. Maria gasped. "Who were you thinking of that made you blush?" The Baroness got closer to Maria with every word.

"I—" she tried to speak but no sound would come. "I wasn't—" she tried again.

"Yes my dear?"

" _You._ I was thinking about you." Maria gasped. "When you taught me how to dance the laendler."

"You thought of me? When the Captain was holding you so close?" She was standing very near to Maria, so close Maria could feel her breath as she spoke. "You thought of little old me?"

"Yes." Maria shut her eyes, and felt embarrassment wash over her.

She couldn't believe what she had just admitted to the very person she'd hoped would never know of her perversion. Surely the Baroness would tell the Captain that Maria was a sexual deviant and should never see the children again.

Then she felt the Baroness's lips on her own. She opened her eyes and gasped. Maria recoiled in shock.

Her mind swam with questions.

The Baroness merely gave her a predatory smile.

"Baroness—"

"Sssh. How many times will I have to say it darling? My name is _Elsa._ " She pressed Maria against the nearest wall.

The Baroness kissed her again. At first it was slow and gentle. But then Maria felt herself begin to kiss her back. She felt the Baroness's lips tremble slightly against her own.

Maria pulled back and gave a shuddering gasp. The Baroness had her hands wrapped around her waist pressing her close her. Maria could feel their shared body heat through the thin fabric of the dress.

"Maria," She murmured, and let one hand slide up to cup Maria's breast. Maria bit her lip to stifle a sound that was close to a moan. Oh God. What was this woman doing to her? It felt so good. "It's alright darling. I've got precisely what you need."

"I…" Maria's voice, normally so strong and musical, faded out after only one word.

"There is no rush." The Baroness murmured into her ear, and Maria quivered with every word. "We have time."

Maria was past being able to think clearly now.

She wished the Baroness would kiss her again. And again. And again.

 _'_ _Oh yes. Please.'_ Maria thought.

"I'll take you slowly." She murmured, pressing light kisses up the column of Maria's neck. She rubbed Maria's nipple through the fabric of the dress making her whimper softly.

With the last rational shred of Maria's mind she knew she had to protest. They were two women. They shouldn't be kissing, touching, or even feeling like this.

It was wrong. But it was so terribly right too. _'God please forgive me.'_ She thought.

"No," Maria said faintly, "I—"

"No?" She kissed Maria's shoulder and trailed down to her clavicle. "You don't want me to take you slowly?" She removed her hand from Maria's breast. Maria gasped in protest, arching her back in search of that hand.

"It will feel wonderful." She promised, letting her lips trail along the shell of Maria's ear.

The Baroness's hand found Maria's breast again and Maria gasped but she didn't push her away.

Elsa pressed her hand to the small of Maria's back and bent to kiss the base of her neck, just brushing her lips over her skin, barely touching at all.

"No," Maria whimpered, but it wasn't really an objection. For once she just couldn't think of any other words.

"Yes," The Baroness refuted, kissing her silent again, before pulling back once more. "I could make you feel so wonderful darling."

Maria had her hands clenched in trembling fists at her sides the entire time.

"Elsa," She panted, "I…we can't…" She closed her eyes as Elsa nibbled at the joint between her neck and her shoulder.

"Oh Maria... Yes. We can." She let her lips just barely graze Maria's skin, knowing already that it would drive her insane. "You're already close aren't you?" she whispered, moving to the other side of Maria's throat.

Gently she tugged the fabric of the dress up Maria's thighs, high enough to be able to get her hand under the skirt. Maria gasped at the first touch of her fingers on her thigh.

"Oh," she whimpered quietly. _"Oh, yes."_

"You're already ready to…" Elsa let her hand roam higher, the soft fabric of the cotton undergarment Maria wore. She went up higher with that hand, following the sinuous lines of Maria's body to that place, no respectable woman touched unless to wash it.

This, doing this, was better than anything Maria had ever felt before.

Just a little closer, something inside of her begged. Just a bit closer. They could stop. They would stop. Just not right now. Maria gasped again as the pad of Elsa's thumb rubbed something Maria had barely ever touched. It made her hips jerk and she gave a small cry.

"Oh," Maria gasped. Her knees grew weaker as Elsa kissed her jaw. Maria trembled in Elsa's arms.

Elsa was so gentle with her. So very gentle.

Maria reached up and cupped Elsa's cheek in her palm. Elsa's eyes widened. Her hand stilled.

Maria rubbed her thumb against Elsa's cheekbone. Her skin was soft. Much softer than anything she'd guessed at. Elsa closed her eyes and sighed.

Maria knew what they were doing was wrong. So very wrong.

It was a sin to love another woman.

But she let the pad of her thumb run over Elsa's bottom lip in spite of it all.

It was Elsa's turn to gasp. But Maria didn't stop stroking her soft mouth. She marveled at its fleshy softness. And then Elsa kissed Maria's thumb, twice as Maria watched her.

"Ah," Maria said.

Elsa resumed rubbing the mysterious nub that made Maria shudder. Elsa kissed her temple, her cheekbone, her jaw. Maria could smell the Baroness's perfume from where she'd applied it that evening for the party.

Elsa looked at her then. Her eyes were only half open, but her desire was easy to read in them.

"Maria," Elsa said, her voice a little strained. She kissed Maria tenderly as she repeated, "Maria,"

"Elsa," Maria managed. Her hands gripped onto Elsa's waist and she was suddenly acutely aware that no matter how much they both wanted each other, both needed each other, it would never be something more.

Maria relished the heat she felt from Elsa's body and her face as Elsa pressed her cheek to her shoulder.

Maria kissed her, gently. She felt a shiver chase up and down Elsa's spine. And then she gave her another kiss. And then again. And another. Maria was so absorbed into kissing Elsa's unbelievably soft lips that she lost track of time. And what was even better was the Elsa was kissing her back as though she were starving for Maria's kisses.

She bent and kissed at all the angles of Elsa's chin, nibbling at her collarbone as she went.

Elsa inhaled sharply through her nose, holding onto Maria.

It was Maria's turn to sigh as she kissed and mouthed down the column of Elsa's throat. Elsa's nails dug into Maria's shoulders. "Good Lord," Elsa whispered. Maria paused and looked up at her worriedly. She really shouldn't take the Lord's name in vain, certainly not now when they were—

"Oh don't, don't you dare stop—"

Maria began moving her hands up and down Elsa's sides, pressing her even closer to her.

Elsa's hand found Maria's hair and clutched at her head as she continued to kiss Elsa's neck, pausing at her pulse point, nipping intermittently.

"You've been driving me crazy," Elsa whimpered. "These last few days especially, prancing around in summer dresses, looking at me like a doe, with those big eyes of yours." Maria froze in place and then pulled back to look at the Baroness.

"I—I never meant anything—" Maria protested.

"No of course you didn't darling." Elsa cupped her cheek. "But there is nothing more attractive to a woman than someone who is in love with her."

"W-what?" Maria exclaimed, letting her shock take over her arousal for a moment. Was she—? Could she really be—? Was it possible that she was in love with the Baroness? Was that why she felt flushed every time the Baroness spoke kind words to her? Could that be the reason she'd been longing to be near her but shy to speak to her all at once?

"Maria, your heart is beating so quickly." Elsa said. "Do I frighten you so much darling?"

"I—I don't know If I—, I have never been in love, how can I know—"

"How can you know for sure?" Elsa chuckled quietly, "It's quite simple really."

Maria searched the Baroness's face desperately as thought her eyes could tell her the answers she was looking for.

"Come here," Elsa murmured. But she was the one to reach out and bring Maria's face close enough to kiss once more.

Maria couldn't seem to get enough of her. She loved how Elsa's face was flushed, and her smell and the way her hair fell out from its carefully coiled mass to let little tendrils fall into her face. Elsa slid her fingers through Maria's hair again and kissed her till she parted her lips.

Maria pulled away, panting, her face tinted a deep pink. Elsa looked at her questioningly.

She opened her mouth ready to ask a million and one questions but instead what came out was, "Elsa, please."

Elsa's hand in her hair brought their lips together again for another heated kiss. This time Elsa didn't hesitate to use her teeth. Not meanly, but enough to make Maria whimper. Elsa pulled back and her hand went back under Maria's skirt, rubbing along the now wet material of her underclothes.

Maria moaned at the touch and went back to kissing the lines of Elsa's neck and shoulders.

When Maria's fingers slid along the edge of Elsa's dress and then touched the soft skin at the top of her breasts, Elsa said, "Ah," and let her lips press against Maria's temple.

Maria, emboldened by Elsa's pleased reactions, cupped her breast fully in the palm of her hand, making her moan softly. She rolled the soft weight in her hand and Elsa lost her breath entirely.

Elsa pressed her eyes shut and tightened her hold on Maria's neck, drawing her back to capture her mouth, pressing her lips against hers. Elsa's mouth was incredibly soft and warm. Maria felt a surge of heat shoot through her. Elsa deepened the kiss, releasing her nape and instead cupping Maria's jaw. Eventually Elsa pulled away gasping, her eyes opened again glazed with desire.

And suddenly Elsa's dress was a problem. It was too long for Maria to get at her where she knew Elsa needed to feel her. Maria pushed gently and walked forward, kissing her again till Elsa's knees hit the edge of her small bed. Maria pressed her onto the bed. Elsa gasped and Maria sighed against her mouth.

"Lock the door." Elsa murmured to her urgently between kisses. Maria quickly stood up and did as she was bid. Elsa, in the meantime, stood up and unzipped her dress. She let it fall around her feet slowly, exposing inch after inch of pale smooth skin. Maria felt her heart pounding in her chest and she knew she was blushing once more.

Elsa held up a hand and said, "Come here."

Maria went to her and Elsa drew their bodies together. Maria's hands touched bare flesh and she gasped again. Elsa shivered at her touch. Her finger were cool against her overheated flesh.

A knock on the door made them both flinch and then freeze.

"Fraulein?" Called the voice of Frau Schmidt. They instantly jumped apart, looking from the door to each other's disheveled state. "Fraulein the Captain has started diner without you and the Baroness. Is everything all right?"

Maria thought quickly. She would have to lie. "Yes, everything is fine. Thank you. It's just that the seam on my dress for the party needed to be repaired and the Baroness offered to stay with me to help. We'll be down in a moment." May the good Lord forgive her for such blatant lies. She was already wondering how many Hail Mary's she'd have to say.

"O-oh, yes, alright. I'll let the Captain know you're coming."

They both listened as the shoe steps of the house keeper grew dim as she went down the hall.

"We can't—" Maria began, looking at Elsa's face. They couldn't do this again. They really couldn't.

"Yes. Of course. We won't. I'll— I'll go back to Vienna in a few days. We, we won't do this again." Her voice sounded pained. Maria flinched, seeing her crestfallen expression.

The Baroness fixed her hair in the small mirror in the bath room, swiftly reapplied her makeup and readjusted her dress.

Maria slipped back into the blue dress. She then combed her fingers through her hair trying to rearrange it into a semblance of order. The Baroness saw her struggling to tame her hair and came over.

She lifted her hand up to brush back a few stray strands but Maria caught her wrist in midair. The Baroness looked at her surprised before lowering her hand. She took a step back cautiously.

"Please, I—" Maria tried to explain.

"Oh. Of course darling. I was just going to—" The Baroness said, her voice a little strained.

"I know but, I couldn't bear it knowing I can never touch you again—" Her voice choked off at the thought of it.

"Oh Maria." The Baroness sighed and shook her head. There was along moment of silence in which both women looked at each other with a fierce longing neither of them had ever really dared to acknowledge before.

"Come to Vienna with me."

" _What?_ " Maria exclaimed, shocked.

"I said—"

"Yes I heard but—how— what would people say? You certainly don't need a governess." Maria protested.

"Maria, if you came to Vienna no one would dare say anything except how glad they are we are such good friends. I could find a reason for you to be there. It really isn't so difficult to spin a convincing lie once you've had some practice." The Baroness paused and smirked slightly at Maria who in turn was stunned by the Baroness's apparently sincere proposal.

"You could be my cousin, whom the whole family had assumed had been lost as a child, but was saved by the Nonnberg Abbey and raised there ever since." Elsa tapped her bottom lip thoughtfully. "Yes, that could very easily be accomplished. A few paperwork transactions and it would be official." She looked over at Maria.

"I could say that I'd found you here as Georg's governess and recognized you. And then I decided I simply couldn't leave you here in abject poverty. We became friends while visiting Georg and we returned together to Vienna. It would be very simple. Truly Maria. All of this is possible." The Baroness took Maria's hand in her own. Maria noticed that Elsa's hand was cool.

"But— the abbey! And the children? And what about the Captain?"

"Maria, I fear you would be terribly unhappy as a nun."

Maria shut her eyes as if to try and shut out the truth she'd known would one day be inescapable.

"And the children will have another governess. I know you care for them, and it would be possible to visit. Georg and I are good friends after all." The Baroness continued.

"This is all terribly sudden."

"It could work Maria." The Baroness placed a hand on her cheek tenderly. She searched Maria's face desperate to know what she was thinking.

"I—Yes." She managed.

The baroness raised her eyebrows. "Yes?"

"Yes I'll go with you."

"Truly? You'll come with me?" The Baroness asked, her voice slightly choked.

"You'll never leave me?" Maria asked in a whisper, on the edge of tears.

"I don't think I could even if I tried Maria. I care for you too much."

Maria wrapped her arms around Elsa's waist and pulled her close, holding on to her like a drowning man to a raft.

"Elsa." She murmured through her tears, "Elsa. Oh God."

The Baroness kissed her hair gentle, holding onto her as well. Once Maria had calmed down, she started smiling, hesitantly at Elsa.

"We have to go down to dinner." Elsa said swiping a thumb under Maria's eyes to get rid of the tear tracks there.

Maria sighed. They certainly did. It was quite late and it would be a miracle if they were not bombarded by a million and one questions at the dinner table.

"When do we leave?" Maria asked.

"Tomorrow?" Elsa proposed. She watched Maria's face fall a little. "The sooner the better darling."

"Alright." Maria whispered. She could only pray that she was doing the right thing by following her heart. The Baroness walked towards the door of the room and opened it.

She turned back and held a hand out to Maria.

"Together." Elsa murmured. Maria came a placed her hand in Elsa's.

They would find their way in life. So long as they were together.

They stepped over the threshold with a determined step and went to dinner and towards all the adventures and challenges life would hold for them in their future.

\- The End-


End file.
